UNITED STATES
                            WASHINGTON, D.C. 20549

                                  FORM 8-K

                               CURRENT REPORT

  Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                        Date of Report: April 5, 2002


                             EOG RESOURCES, INC.

           (Exact name of registrant as specified in its charter)

          DELAWARE                    1-9743             47-0684736
(State or other jurisdiction      (Commission File    (I.R.S. Employer
of incorporation or organization)     Number)         Identification No.)

       333 CLAY STREET
         SUITE 4200
       HOUSTON, TEXAS                                        77002
(Address of principal executive offices)                   (Zip code)

            (Registrant's telephone number, including area code)




Item 9.  Regulation FD Disclosure

I.   First Quarter 2002

     The forecast item for first quarter 2002 set forth below for
EOG  Resources, Inc. ('the Company') is given as of the  date  of
this  document only and is based on current available information
and expectations.

      The Company currently anticipates a mark-to-market loss  in
the first quarter from outstanding commodity price swaps of $34.3
million.   During  the  first quarter,  the  cash  realized  from
outstanding  commodity  price  swaps  is  expected  to  be  $11.0

II.  Forward-Looking Statements

This  document  includes forward-looking  statements  within  the
meaning  of Section 27A of the Securities Act of 1933 and Section
21E  of  the  Securities  Exchange Act of 1934.   Forward-looking
statements  are  not  guarantees of  performance.   Although  the
Company  believes  its expectations reflected in  forward-looking
statements are based on reasonable assumptions, no assurance  can
be  given  that  these expectations will be achieved.   Important
factors that could cause actual results to differ materially from
the  expectations  reflected  in the  forward-looking  statements
include,  among  others:  the timing and  extent  of  changes  in
commodity prices for crude oil, natural gas and related  products
and  interest  rates;  the  extent  and  effect  of  any  hedging
activities engaged in by the Company; the extent of the Company's
success  in  discovering,  developing,  marketing  and  producing
reserves and in acquiring oil and gas properties; the accuracy of
reserve estimates, which by their nature involve the exercise  of
professional  judgment and may therefore be imprecise;  political
developments around the world, including terrorist activities and
responses  to  such activities; and financial market  conditions.
In  light  of  these  risks, uncertainties and  assumptions,  the
events  anticipated  by the Company's forward-looking  statements
might not occur.  The Company undertakes no obligations to update
or  revise its forward-looking statements, whether as a result of
new information, future events or otherwise.



     Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                              EOG RESOURCES, INC.

Date: April 5, 2002           By:   /s/TIMOTHY K. DRIGGERS
                                    Timothy K. Driggers
                                  Vice President, Accounting
                                    & Land Administration
                                 (Principal Accounting Officer)